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Endurance Technologies Limited Capital/Financing Update 2025

Mar 20, 2025

62547_rns_2025-03-20_4e9e114c-4a04-499c-9af2-5dba6a8cc4bc.pdf

Capital/Financing Update

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ENDURANCE TECHNOLOGIES LIMITED

2nd Floor, Kumar Solitaire, S. No. 216B/218A/215A, Near Aga Khan Palace, Shastri Nagar, Nagar Road, Pune-411 006 (M.S.), India Tel: +91-20-68284200 Fax: +91-20-26680894 Website: www.endurancegroup.com CIN No. L34102MH1999PLC123296

20[th] March, 2025

BSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001 BSE Code: 540153

National Stock Exchange of India Limited, Exchange Plaza, Bandra-Kurla Complex, Bandra (E), Mumbai – 400 051

NSE Code: ENDURANCE

Sub.: Change in equity shareholding of Endurance Overseas SpA, Italy (“EOSpA”), a wholly-owned subsidiary of the Company.

Ref.: Intimation under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”).

Dear Sir / Madam,

Pursuant to Regulation 30 of the Listing Regulations, read with the SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated 13[th] July, 2023 (“SEBI Circular”), we hereby inform that EOSpA has on 14[th] March, 2025 bought back 5% of its equity shares held by Endurance GmbH, Germany, a wholly-owned subsidiary of the Company. The buy-back of shares by EOSpA has been for a consideration of € 8,503,577, which is based on enterprise value arrived at using standard valuation principles.

Out of the total subscribed and fully paid share capital of € 16,105,263 of EOSpA, the Company held 95% while Endurance GmbH, Germany held balance 5%. With the aforesaid buy back, the Company has now become the sole voting shareholder in EOSpA.

The Company has received this information from EOSpA on 19[th] March, 2025 upon completing the requisite formalities pertaining to the buy-back of shares.

In line with the SEBI Circular, details of the aforesaid event / information are furnished in the attached Annexure.

We request you to take the above information on record.

Thanking you,

Yours faithfully,

For Endurance Technologies Limited

Digitally signed by Sunil Sunil Naresh Lalai Naresh Lalai Date: 2025.03.20 19:49:09 +05'30'

Sunil Lalai

Company Secretary and Executive Vice President – Legal Membership No.: A8078

Encl.: As above.

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Annexure

Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Sr.
No.
Particulars Details
1. Name of the target entity, details in
brief such as size, turnover etc.
Endurance Overseas SpA, Italy (“EOSpA”).
[Erstwhile Endurance Overseas Srl]
EOSpA is a wholly-owned subsidiary of the
Company located in Italy, established for the
purpose
of
making
strategic
overseas
investments. It also provides management
support services to other European entities
within the Group to centralise certain critical
functions.
During the financial year 2023-24, EOSpA
reported a Turnover of € 8.5 million (Rs.
760.62 million) and Net Profit of € 8.3 million
(Rs. 747.89 million).
2. Whether the acquisition would fall
within related party transaction(s)
and
whether
the
promoter
/
promoter group / group companies
have any interest in the entity being
acquired? If yes, nature of interest
and details thereof and whether the
same is done at “arm’s length”
EOSpA and Endurance GmbH, Germany are
wholly-owned subsidiaries of the Company.
Hence, the transaction of buy back of equity
shares of EOSpA from Endurance GmbH,
Germany is outside the purview of related
party transaction.
Further, no promoter / promoter group /
group companies have any interest in EOSpA
or Endurance GmbH except that Mr. Anurang
Jain, Promoter and Managing Director of the
Company, is Chairman of the Board and the
Advisory Board of EOSpA and Endurance
GmbH, respectively.
3. Industry to which the entity being
acquired belongs
EOSpA is special purpose vehicle for strategic
overseas investments.
4. Objects and effects of acquisition
(including
but
not
limited
to,
disclosure of reasons for acquisition
of target entity, if its business is
outside the main line of business of
listed entity)
For simplification of holding structure of
Endurance Group entities overseas.
5. Brief details of any governmental or
regulatory approvals required for
the acquisition
Not Applicable
6. Indicative
time
period
for
completion of the acquisition
Not Applicable
7. Nature of consideration - whether
cash consideration or share swap
and details of the same
Cash Consideration
8. Cost of acquisition or the price at
which the shares are acquired
€ 8,503,577

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Sr.
No.
Particulars Details
9. Percentage
of
shareholding
/
control acquired and / or number of
shares acquired
With the buyback of 5% shares of EOSpA held
by Endurance GmbH, the Company has the
sole voting rights in EOSpA.
10. Brief background about the entity
acquired in terms of products / line
of
business
acquired,
date
of
incorporation, history of last 3
years turnover, country in which
the acquired entity has presence
and
any
other
significant
information.
Brief background about EOSpA: Please refer
Sr. No. 1 above.
Date of incorporation: 14thMay, 2007
Turnover:
Financial Year
in€ (million)
31stMarch, 2024
8.5
31stMarch, 2023
10.2
31stMarch, 2022
10.3
Country of presence: Italy

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